8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): April 18, 2006

FIFTH THIRD BANCORP

(Exact Name of Registrant as Specified in Its Charter)

OHIO

(State or Other Jurisdiction of Incorporation)

0-8076	31-0854434
(Commission File Number)	(IRS Employer Identification No.)

Fifth Third Center 38 Fountain Square Plaza, Cincinnati, Ohio	45263
(Address of Principal Executive Offices)	(Zip Code)

(513) 534-5300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

^¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

^¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

^¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

^¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02        Results of Operations and Financial Condition

On April 18, 2006, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the first quarter of 2006. A copy of this press release and its quarterly financial supplement are attached as Exhibits 99.1 and 99.2, respectively. This information is furnished under both Item 2.02 Results of Operations and Financial Condition and Item 7.01 Regulation FD Disclosure. The information in this Form 8-K and Exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 7.01        Regulation FD Disclosure

On April 18, 2006, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the first quarter of 2006. A copy of this press release and its quarterly financial supplement are attached as Exhibits 99.1 and 99.2, respectively. This information is furnished under both Item 2.02 Results of Operations and Financial Condition and Item 7.01 Regulation FD Disclosure. The information in this Form 8-K and Exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01        Financial Statements and Exhibits

Exhibit 99.1 – Press release dated April 18, 2006.

Exhibit 99.2 – Quarterly Financial Supplement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	FIFTH THIRD BANCORP
	(Registrant)
April 18, 2006	/s/  R. Mark Graf
	R. Mark Graf
	Senior Vice President and
	Chief Financial Officer

EX-99.1

Exhibit 99.1

		News Release
CONTACT:	Bradley S. Adams (Analysts)	FOR IMMEDIATE RELEASE
	(513) 534-0983	April 18, 2006
	Debra DeCourcy (Media)
	(513) 534-4153

FIFTH THIRD BANCORP REPORTS FIRST QUARTER 2006

EARNINGS OF $ 0.65 PER DILUTED SHARE

Fifth Third Bancorp’s 2006 first quarter earnings per diluted share were $.65 compared to $.60 in the fourth quarter of 2005 and $.72 per diluted share for the same period in 2005. First quarter net income totaled $363 million compared to $332 million last quarter and $405 million in the same quarter last year. Return on average assets (ROA) and return on average equity (ROE) were 1.41 percent and 15.3 percent, respectively, compared to 1.62 percent and 18.0 percent in 2005’s first quarter.

“We are pleased with first quarter trends in deposits, loans, fee income and expenses. They illustrate the strength of our sales force and affiliate model,” stated George A. Schaefer, Jr., President and CEO of Fifth Third Bancorp. “Strong lending results, respectable deposit growth, well-behaved credit trends and excellent results from some of our fee businesses have not been enough to overcome the performance in spread-based revenues. The spread realized from the level of wholesale funding and fixed-rate securities on our balance sheet in prior years has resulted in margin compression and a considerable growth challenge for Fifth Third as short- and long-term interest rates have converged. As a result, earnings per share have decreased 10 percent compared to a year ago. As we look forward, however, we believe these pressures should lessen considerably. Loan growth and repricing remains strong, core noninterest revenue growth is solid, expenses are better controlled and funding costs should level off with interest rate tightening appearing to be nearing an end. A continuation of core trends similar to this quarter should result in a stable margin and improving bottom line performance as we move through 2006 and effectively position Fifth Third to deliver strong performance in 2007 as the margin normalizes.”

“Fifth Third’s focus for the remainder of 2006 will be on continuing to drive deposit growth and market share improvement, maintaining growth in high-quality consumer and commercial loans, enhancing and growing our fee businesses and controlling expenses. I believe that sustained performance in these areas will once again result in value creation for shareholders. The competitive strength of Fifth Third’s employees, demonstrated even in difficult years, combined with an expanded infrastructure make me extremely optimistic about the future. On behalf of our management team, employees and board members, we thank our shareholders for their continued confidence.”

Balance Sheet Trends

Retail transaction account growth and commercial customer additions resulted in good overall deposit trends in the first quarter of 2006. Compared to the first quarter last year, average core deposit balances increased by $3.3 billion, or six percent, and average transaction account balances increased by $1.4 billion, or three percent. Compared to the fourth quarter of 2005, average core deposit balances increased by four percent on an annualized basis and average transaction account balances were essentially unchanged despite the significant seasonal increases in commercial deposits typically seen in the fourth quarter. Fifth Third is continuing to devote significant focus on attracting new deposit accounts and retaining existing accounts in order to fund loan growth.

Loan and lease balances exhibited continued strength with average loans and leases increasing by $6.6 billion, or 10 percent, over first quarter last year and by $1.1 billion, or seven percent on an annualized sequential basis. Average commercial loan and lease balances increased by 12 percent over the same quarter last year and by $1.1 billion, or 11 percent on an annualized sequential basis. Average consumer loan and lease balances, excluding residential mortgage, increased by 12 percent over the same quarter last year and three percent on an annualized sequential basis despite reductions in the consumer lease portfolio and slowing growth in home equity balances.

Net Interest Income

Net interest income on a fully taxable equivalent basis decreased five percent, despite four percent growth in average earning assets, due to a 30 bp decline in the net interest margin compared to the first quarter of 2005. Margin compression resulted primarily from the prolonged and significant flattening of the yield curve, decreases in the net interest rate spread associated with increases in rates paid across deposit and other funding categories and continued mix shifts within the deposit base to higher cost time deposits. Earning asset growth trends relative to the same quarter last year have been muted, despite strong loan growth, by a $3.2 billion reduction in the average available-for-sale securities portfolio. Fifth Third is focused on maintaining recent strong loan growth trends and growing core deposit balances in order to improve the funding mix, more effectively fund future loan growth and improve net interest margin trends.

Compared to the fourth quarter of 2005, net interest income on a fully taxable equivalent basis decreased by $17 million, or nine percent annualized, due to modest growth in average earning assets, day count and 3 bp of contraction in the net interest margin. Based on the forward interest rate curve and a continuation of recent balance sheet trends, Fifth Third currently expects modest margin compression in the second quarter with improving trends later in 2006.

Noninterest Income

Improved performance in certain business line revenue categories resulted in good noninterest income performance in the first quarter of 2006. Overall, noninterest income, excluding operating lease revenues and securities gains and losses, increased by six percent over the same quarter last year. Compared to last quarter, total noninterest income decreased by $19 million due primarily to seasonal factors.

Electronic payment processing revenues increased 15 percent over the same quarter last year. First quarter trends are representative of continuing momentum in attracting new customer relationships moderated by

2

slower growth in the level of retail sales transaction volumes. Comparisons to the fourth quarter of 2005 are impacted by the significant seasonal increases in transaction volumes typically seen in the fourth quarter. Fifth Third remains confident in the near and intermediate term growth outlook in this business and continues to see significant opportunities to attract new financial institution customers and retailers.

Sales of retail deposit accounts and corporate treasury management products led to an increase in deposit service revenues of four percent over the same quarter last year. Retail deposit revenue trends continue to improve and increased by five percent over the same quarter last year largely due to growth in the number of deposit accounts. Commercial deposit revenues increased by three percent over the same quarter last year with strong growth in relationships mitigated by the impact of higher interest rates on compensating balances in commercial deposit accounts. Compared to the fourth quarter of 2005, deposit revenues decreased by $7 million due to seasonal factors associated with retail deposit revenues.

Mortgage net service revenue totaled $47 million in the first quarter compared to $41 million in the same quarter last year. Mortgage originations remained strong and totaled $2.2 billion in the first quarter versus $2.5 billion last quarter and $1.9 billion in the first quarter of last year. First quarter mortgage banking net service revenue was comprised of $21 million in total origination fees and loan sales and $26 million in net servicing revenue. Net servicing revenue was comprised of $30 million of gross servicing fees, less $15 million in amortization and plus $11 million of net valuation adjustments on mortgage servicing rights and losses and mark-to-market adjustments on both settled and outstanding free-standing derivative financial instruments to hedge mortgage servicing rights. The mark-to-market adjustments and settlement of free-standing derivative financial instruments and corresponding valuation adjustments resulted from interest rate volatility and the resulting impact of changing prepayment speeds on the mortgage servicing portfolio. The mortgage servicing asset, net of the valuation reserve, was $462 million at March 31, 2006 on a servicing portfolio of $26.4 billion, compared to $433 million last quarter on a servicing portfolio of $25.7 billion.

Corporate banking revenue totaled $76 million in the first quarter this year, an increase of 23 percent over the $62 million delivered in the same quarter last year. Strong growth over the same quarter last year was broad-based highlighted by increases in loan and lease related fees, customer interest rate derivative sales and international revenues. Compared to the fourth quarter of 2005, corporate banking revenue decreased $16 million due to very strong fourth quarter results in loan and lease related fees and customer interest rate derivative sales.

Investment advisory revenues increased modestly compared to the same quarter last year and increased by $4 million compared to the fourth quarter of 2005. The increase in revenue compared to the fourth quarter resulted primarily from seasonal strength in retail brokerage and personal trust. Fifth Third continues to focus its efforts on improving execution in retail brokerage and growing the institutional money management business by improving penetration and cross-sell in our large middle market commercial customer base. Fifth Third Investment Advisors, among the largest money managers in the Midwest, has $33 billion in assets under management and $203 billion in assets under care.

Other noninterest income totaled $80 million in the first quarter, compared to $77 million last quarter and $108 million in the same quarter last year. The decrease in revenue relative to first quarter 2005 resulted primarily from continued runoff in the operating lease portfolio and declines in several other subcategories including consumer loan and lease fees, bank owned life insurance and student loan sales.

3

Credit Quality

First quarter credit quality trends improved significantly from fourth quarter 2005 levels. Net charge-offs as a percentage of average loans and leases were 42 bp in the first quarter, compared to 67 bp last quarter and 40 bp in the first quarter of 2005. Net charge-offs were $73 million in the first quarter, compared to $63 million in the same quarter last year and $117 million in the fourth quarter of 2005. Fourth quarter 2005 net charge-offs included approximately $27 million in losses to bankrupt commercial airline carriers and an approximate $15 million increase in consumer loan and lease losses associated with increased personal bankruptcies declared prior to the recently enacted reform legislation. Nonperforming assets were 51 bp of total loans and leases and other real estate owned at March 31, 2006, compared to 52 bp last quarter and 53 bp in the year ago first quarter. Overall, the level of nonperforming loans and net charge-offs remains a small percentage of the total loan and lease portfolio. The provision for loan and lease losses totaled $78 million in the first quarter compared to $67 million in the same quarter last year and $134 million in the fourth quarter of 2005. The allowance for loan and lease losses represents 1.05 percent of total loans and leases outstanding as of March 31, 2006, compared to 1.06 percent last quarter and 1.11 percent in the same quarter last year.

Noninterest Expense

Total noninterest expense increased by four percent over the same quarter last year and decreased by 17 percent annualized from fourth quarter 2005 levels. The increase in expenses compared to the same quarter last year was primarily due to increases in sales force headcount and occupancy expenditures related to the addition of de-novo banking centers. Compared to the fourth quarter of 2005, total noninterest expense decreased by $32 million. First quarter expense trends were controlled overall with comparisons to last quarter impacted by a significant seasonal increase in employee benefit related expenses in the first quarter, reductions in volume related bankcard expenditures and approximately $19 million in previously disclosed fourth quarter 2005 fraud and tax-related expenses.

Fifth Third expects growth in noninterest expenses in 2006 to continue to be modest with management focus in light of current revenue trends. Cost savings initiatives will be somewhat mitigated by continuing investment in certain high opportunity markets, including the expected addition of approximately 50 net new banking centers in 2006, in order to provide greater convenience to our customers and drive deposit and loan growth. Fifth Third’s efficiency ratio was 54.7 percent in the first quarter compared to 55.6 percent last quarter and 51.6 percent in the first quarter of 2005.

Conference Call

Fifth Third will host a conference call to discuss these first quarter financial results at 8:30 a.m. (Eastern Time) today. Investors, analysts and other interested parties may dial into the conference call at 877-309-0967 for domestic access and 706-679-3977 for international access (password: Fifth Third). A replay of the conference call will be available for approximately seven days by dialing 800-642-1687 for domestic access and 706-645-9291 for international access (passcode: 7896649#).

4

Corporate Profile

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. The Company has $105.0 billion in assets, operates 19 affiliates with 1,132 full-service Banking Centers, including 120 Bank Mart^® locations open seven days a week inside select grocery stores and 2,025 Jeanie^® ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania and Missouri. Fifth Third operates four main businesses: Retail, Commercial, Investment Advisors and Fifth Third Processing Solutions. Fifth Third is among the largest money managers in the Midwest and, as of March 31, 2006, has $203 billion in assets under care, of which it manages $33 billion for individuals, corporations and not-for-profit organizations. Investor information and press releases can be viewed at www.53.com. Fifth Third’s common stock is traded through the NASDAQ^® National Market System under the symbol “FITB.”

This press release may contain forward-looking statements about Fifth Third Bancorp and/or the company as combined with acquired entities within the meaning of Sections 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, that involve inherent risks and uncertainties. This press release may contain certain forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of the Bancorp and/or the combined company including statements preceded by, followed by or that include the words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” “remain” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may” or similar expressions. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) competitive pressures among depository institutions increase significantly; (2) changes in the interest rate environment reduce interest margins; (3) prepayment speeds, loan origination and sale volumes, charge-offs and loan loss provisions; (4) general economic conditions, either national or in the states in which the Bancorp, one or more acquired entities and/or the combined company do business, are less favorable than expected; (5) political developments, wars or other hostilities may disrupt or increase volatility in securities markets or other economic conditions; (6) changes and trends in the securities markets; (7) legislative or regulatory changes or actions, or significant litigation, adversely affect the Bancorp, one or more acquired entities and/or the combined company or the businesses in which the Bancorp, one or more acquired entities and/or the combined company are engaged; (8) difficulties in combining the operations of acquired entities and (9) the impact of reputational risk created by the developments discussed above on such matters as business generation and retention, funding and liquidity. The Bancorp undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this press release.

#  #  #

5

Quarterly Financial Review for March 31, 2006

Table of Contents

Financial Highlights	7-8
Consolidated Statements of Income	9
Consolidated Statements of Income (Taxable Equivalent)	10
Consolidated Balance Sheets	11-12
Consolidated Statements of Changes in Shareholders’ Equity	13
Average Balance Sheet and Yield Analysis	14-15
Summary of Loans and Leases	16
Regulatory Capital	17
Asset Quality	18

6

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended			% Change
	March 2006	December 2005	March 2005	Yr/Yr		Seq
Income Statement Data
Net interest income (a)	$718	$735	$759	(5%	)	(2%	)
Noninterest income	617	636	607	2%		(3%	)
Total revenue (a)	1,335	1,371	1,366	(2%	)	(3%	)
Provision for loan and lease losses	78	134	67	16%		(42%	)
Noninterest expense	731	763	705	4%		(4%	)
Net income	363	332	405	(10%	)	9%
Common Share Data
Earnings per share, basic	$0.66	$0.60	$0.73	(10%	)	10%
Earnings per share, diluted	0.65	0.60	0.72	(10%	)	8%
Cash dividends per common share	0.38	0.38	0.35	9%		-
Book value per share	17.01	17.00	16.04	6%		-
Dividend payout ratio	58.5%	63.3%	48.6%	20%		(8%	)
Market price per share:
High	$41.43	$42.50	$48.12	(14%	)	(3%	)
Low	36.30	35.04	42.05	(14%	)	4%
End of period	39.36	37.72	42.98	(8%	)	4%
Common shares outstanding (in thousands)	556,501	555,623	554,055	-		-
Average common shares outstanding (in thousands):
Basic	554,398	553,591	556,362	-		-
Diluted	556,869	556,322	561,659	(1%	)	-
Market capitalization	$21,904	$20,958	$23,813	(8%	)	5%
Price/earnings ratio (b)	14.52	13.57	16.22	(10%	)	7%
Financial Ratios
Return on average assets	1.41%	1.27%	1.62%	(13%	)	11%
Return on average equity	15.3%	13.9%	18.0%	(15%	)	10%
Noninterest income as a percent of total revenue	46%	46%	44%	5%		-
Average equity as a percent of average assets	9.17%	9.12%	9.02%	2%		1%
Net interest margin (a)	3.08%	3.11%	3.38%	(9%	)	(1%	)
Efficiency (a)	54.7%	55.6%	51.6%	6%		(2%	)
Effective tax rate	30.7%	28.9%	30.9%	(1%	)	6%
Credit Quality
Net losses charged off	$73	$117	$63	16%		(38%	)
Net losses charged off as a percent of average loans and leases	0.42%	0.67%	0.40%	5%		(37%	)
Allowance for loan and lease losses as a percent of loans and leases	1.05%	1.06%	1.11%	(5%	)	(1%	)
Allowance for credit losses as a percent of loans and leases	1.14%	1.16%	1.21%	(6%	)	(2%	)
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.51%	0.52%	0.53%	(4%	)	(2%	)
Average Balances
Loans and leases, including held for sale	$71,634	$70,489	$65,076	10%		2%
Total securities and other short-term investments	22,917	23,274	26,119	(12%	)	(2%	)
Total assets	104,736	103,988	101,009	4%		1%
Transaction deposits	48,951	48,937	47,581	3%		-
Core deposits	58,700	58,080	55,368	6%		1%
Interest-bearing deposits	53,746	52,038	49,763	8%		3%
Short-term borrowings	9,271	9,179	9,878	(6%	)	1%
Long-term debt	15,132	15,956	15,604	(3%	)	(5%	)
Shareholders’ equity	9,601	9,480	9,108	5%		1%
Regulatory Capital Ratios (c)
Tier I capital	8.39%	8.38%	8.40%	-		-
Total risk-based capital	10.41%	10.45%	10.78%	(3%	)	-
Tier I leverage	8.24%	8.08%	7.62%	8%		2%
Operations
Banking centers	1,132	1,119	1,092	4%		1%
ATMs	2,025	2,024	1,988	2%		-
Full-time equivalent employees	21,497	21,681	21,287	1%		(1%	)

(a) Presented on a fully taxable equivalent basis

(b) Based on the most recent twelve-month diluted earnings per share and end of period stock prices

(c) Current period regulatory capital ratios are estimates

7

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended
	March 2006	December 2005	September 2005	June 2005	March 2005
Income Statement Data
Net interest income (a)	$718	$735	$745	$758	$759
Noninterest income	617	636	622	635	607
Total revenue (a)	1,335	1,371	1,367	1,393	1,366
Provision for loan and lease losses	78	134	69	60	67
Noninterest expense	731	763	732	728	705
Net income	363	332	395	417	405
Common Share Data
Earnings per share, basic	$0.66	$0.60	$0.71	$0.75	$0.73
Earnings per share, diluted	0.65	0.60	0.71	0.75	0.72
Cash dividends per common share	0.38	0.38	0.38	0.35	0.35
Book value per share	17.01	17.00	16.93	16.82	16.04
Dividend payout ratio	58.5%	63.3%	53.5%	46.7%	48.6%
Market price per share:
High	$41.43	$42.50	$43.99	$44.67	$48.12
Low	36.30	35.04	36.38	40.24	42.05
End of period	39.36	37.72	36.75	41.17	42.98
Common shares outstanding (in thousands)	556,501	555,623	554,400	555,938	554,055
Average common shares outstanding (in thousands):
Basic	554,398	553,591	553,855	553,872	556,362
Diluted	556,869	556,322	557,681	558,176	561,659
Market capitalization	$21,904	$20,958	$20,374	$22,888	$23,813
Price/earnings ratio (b)	14.52	13.57	14.76	15.77	16.22
Financial Ratios
Return on average assets	1.41%	1.27%	1.51%	1.63%	1.62%
Return on average equity	15.3%	13.9%	16.6%	18.1%	18.0%
Noninterest income as a percent of total revenue	46%	46%	46%	46%	44%
Average equity as a percent of average assets	9.17%	9.12%	9.11%	8.98%	9.02%
Net interest margin (a)	3.08%	3.11%	3.16%	3.29%	3.38%
Efficiency (a)	54.7%	55.6%	53.5%	52.2%	51.6%
Effective tax rate	30.7%	28.9%	29.2%	30.1%	30.9%
Credit Quality
Net losses charged off	$73	$117	$64	$55	$63
Net losses charged off as a percent of average loans and leases	0.42%	0.67%	0.38%	0.34%	0.40%
Allowance for loan and lease losses as a percent of loans and leases	1.05%	1.06%	1.06%	1.09%	1.11%
Allowance for credit losses as a percent of loans and leases	1.14%	1.16%	1.16%	1.20%	1.21%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.51%	0.52%	0.51%	0.51%	0.53%
Average Balances
Loans and leases, including held for sale	$71,634	$70,489	$68,556	$66,762	$65,076
Total securities and other short-term investments	22,917	23,274	24,915	25,716	26,119
Total assets	104,736	103,988	103,699	102,765	101,009
Transaction deposits	48,951	48,937	47,568	47,624	47,581
Core deposits	58,700	58,080	56,298	55,910	55,368
Interest-bearing deposits	53,746	52,038	50,402	49,858	49,763
Short-term borrowings	9,271	9,179	9,620	9,372	9,878
Long-term debt	15,132	15,956	16,914	17,049	15,604
Shareholders’ equity	9,601	9,480	9,451	9,224	9,108
Regulatory Capital Ratios (c)
Tier I capital	8.39%	8.38%	8.45%	8.48%	8.40%
Total risk-based capital	10.41%	10.45%	10.57%	10.80%	10.78%
Tier I leverage	8.24%	8.08%	7.93%	7.76%	7.62%
Operations
Banking centers	1,132	1,119	1,106	1,098	1,092
ATMs	2,025	2,024	1,996	1,994	1,988
Full-time equivalent employees	21,497	21,681	21,674	21,594	21,287

(a) Presented on a fully taxable equivalent basis

(b) Based on the most recent twelve-month diluted earnings per share and end of period stock prices

(c) Current period regulatory capital ratios are estimates

8

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income

$ in millions

(unaudited)

	For the Three Months Ended			% Change
	March 2006	December 2005	March 2005	Yr/Yr		Seq
Interest Income
Interest and fees on loans and leases	$1,146	$1,098	$867	32%		4%
Interest on securities:
Taxable	242	243	267	(9%	)	-
Exempt from income taxes	8	9	10	(20%	)	(11%	)
Total interest on securities	250	252	277	(10%	)	(1%	)
Interest on other short-term investments	2	2	1	100%		-
Total interest income	1,398	1,352	1,145	22%		3%
Interest Expense
Interest on deposits:
Interest checking	99	94	63	57%		5%
Savings	76	67	27	181%		13%
Money market	55	50	25	120%		10%
Other time	89	81	52	71%		10%
Certificates - $100,000 and over	48	40	25	92%		20%
Foreign office	44	37	27	63%		19%
Total interest on deposits	411	369	219	88%		11%
Interest on federal funds purchased	51	49	25	104%		4%
Interest on short-term bank notes	-	-	5	(100%	)	NM
Interest on other short-term borrowings	44	36	27	63%		22%
Interest on long-term debt	181	170	118	53%		6%
Total interest expense	687	624	394	74%		10%
Net Interest Income	711	728	751	(5%	)	(2%	)
Provision for loan and lease losses	78	134	67	16%		(42%	)
Net interest income after provision for loan and lease losses	633	594	684	(7%	)	7%
Noninterest Income
Electronic payment processing revenue	196	204	171	15%		(4%	)
Service charges on deposits	126	133	121	4%		(5%	)
Mortgage banking net revenue	47	42	41	15%		12%
Investment advisory revenue	91	87	90	1%		5%
Corporate banking revenue	76	92	62	23%		(17%	)
Other noninterest income	80	77	108	(26%	)	4%
Securities gains (losses), net	1	1	14	(93%	)	-
Total noninterest income	617	636	607	2%		(3%	)
Noninterest Expense
Salaries, wages and incentives	284	287	265	7%		(1%	)
Employee benefits	87	65	82	6%		34%
Equipment expense	27	29	25	8%		(7%	)
Net occupancy expense	58	59	54	7%		(2%	)
Other noninterest expense	275	323	279	(1%	)	(15%	)
Total noninterest expense	731	763	705	4%		(4%	)
Income before income taxes and cumulative effect	519	467	586	(11%	)	11%
Applicable income taxes	160	135	181	(12%	)	19%
Income before cumulative effect	359	332	405	(11%	)	8%
Cumulative effect of change in accounting principle, net of tax (b)	4	-	-	NM		NM
Net income	$363	$332	$405	(10%	)	9%
Net income available to common shareholders (a)	$363	$332	$404	(10%	)	9%

(a) Dividends on preferred stock are $.185 million for all quarters presented

(b) Reflects a benefit of $3.5 million (net of $1.7 million of tax) for the adoption of SFAS No. 123(R) as of January 1, 2006 due to the recognition of an estimate of forfeiture experience to be realized for all stock-based awards

9

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income (Taxable Equivalent)

$ in millions

(unaudited)

	For the Three Months Ended
	March 2006	December 2005	September 2005	June 2005	March 2005
Interest Income
Interest and fees on loans and leases	$1,146	$1,098	$1,017	$936	$867
Interest on securities:
Taxable	242	243	255	268	267
Exempt from income taxes	8	9	10	10	10
Total interest on securities	250	252	265	278	277
Interest on other short-term investments	2	2	1	1	1
Total interest income	1,398	1,352	1,283	1,215	1,145
Taxable equivalent adjustment	7	7	8	8	8
Total interest income (taxable equivalent)	1,405	1,359	1,291	1,223	1,153
Interest Expense
Interest on deposits:
Interest checking	99	94	86	71	63
Savings	76	67	48	35	27
Money market	55	50	37	28	25
Other time	89	81	68	61	52
Certificates - $100,000 and over	48	40	34	29	25
Foreign office	44	37	34	29	27
Total interest on deposits	411	369	307	253	219
Interest on federal funds purchased	51	49	35	29	25
Interest on short-term bank notes	-	-	-	2	5
Interest on other short-term borrowings	44	36	41	34	27
Interest on long-term debt	181	170	163	147	118
Total interest expense	687	624	546	465	394
Net interest income (taxable equivalent)	718	735	745	758	759
Provision for loan and lease losses	78	134	69	60	67
Net interest income (taxable equivalent) after provision for loan and lease losses	640	601	676	698	692
Noninterest Income
Electronic payment processing revenue	196	204	190	183	171
Service charges on deposits	126	133	137	132	121
Mortgage banking net revenue	47	42	45	46	41
Investment advisory revenue	91	87	89	92	90
Corporate banking revenue	76	92	71	74	62
Other noninterest income	80	77	82	93	108
Securities gains (losses), net	1	1	8	15	14
Total noninterest income	617	636	622	635	607
Noninterest Expense
Salaries, wages and incentives	284	287	285	295	265
Employee benefits	87	65	70	67	82
Equipment expense	27	29	26	25	25
Net occupancy expense	58	59	54	54	54
Other noninterest expense	275	323	297	287	279
Total noninterest expense	731	763	732	728	705
Income before income taxes and cumulative effect (taxable equivalent)	526	474	566	605	594
Taxable equivalent adjustment	7	7	8	8	8
Income before income taxes and cumulative effect	519	467	558	597	586
Applicable income taxes	160	135	163	180	181
Income before cumulative effect	359	332	395	417	405
Cumulative effect of change in accounting principle, net of tax (b)	4	-	-	-	-
Net income	$363	$332	$395	$417	$405
Net income available to common shareholders (a)	$363	$332	$395	$417	$404

(a) Dividends on preferred stock are $.185 million for all quarters presented

(b) Reflects a benefit of $3.5 million (net of $1.7 million of tax) for the adoption of SFAS No. 123(R) as of January 1, 2006 due to the recognition of an estimate of forfeiture experience to be realized for all stock-based awards

10

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of						% Change
	March 2006		December 2005		March 2005		Yr/Yr		Annual Seq
Assets
Cash and due from banks	$2,494		$3,078		$2,420		3%		(77%	)
Available-for-sale and other securities (a)	21,276		21,924		25,101		(15%	)	(12%	)
Held-to-maturity securities (b)	365		389		303		20%		(25%	)
Trading securities	156		117		128		22%		135%
Other short-term investments	159		158		1,213		(87%	)	3%
Loans held for sale	744		1,304		809		(8%	)	(174%	)
Portfolio loans and leases:
Commercial loans	19,878		19,174		17,500		14%		15%
Construction loans	6,600		7,037		5,922		11%		(25%	)
Commercial mortgage loans	9,861		9,188		9,048		9%		30%
Commercial lease financing	4,911		4,852		4,533		8%		5%
Residential mortgage loans	7,708		7,152		7,416		4%		32%
Consumer loans	22,210		22,084		19,698		13%		2%
Consumer lease financing	1,577		1,751		2,099		(25%	)	(40%	)
Unearned income	(1,323	)	(1,313	)	(1,314	)	1%		3%
Portfolio loans and leases	71,422		69,925		64,902		10%		9%
Allowance for loan and lease losses	(749	)	(744	)	(717	)	4%		3%
Portfolio loans and leases, net	70,673		69,181		64,185		10%		9%
Bank premises and equipment	1,798		1,726		1,529		18%		17%
Operating lease equipment	137		143		224		(39%	)	(17%	)
Goodwill	2,194		2,169		2,167		1%		5%
Intangible assets	189		208		243		(22%	)	(37%	)
Servicing rights	468		441		378		24%		25%
Other assets	4,391		4,387		4,013		9%		-
Total assets	$105,044		$105,225		$102,713		2%		(1%	)
Liabilities
Deposits:
Demand	$14,134		$14,609		$13,960		1%		(13%	)
Interest checking	17,511		18,282		19,722		(11%	)	(17%	)
Savings	11,902		11,276		9,711		23%		23%
Money market	6,399		6,129		4,777		34%		18%
Other time	10,105		9,313		8,017		26%		34%
Certificates - $100,000 and over	5,085		4,343		3,867		31%		69%
Foreign office	3,874		3,482		5,257		(26%	)	46%
Total deposits	69,010		67,434		65,311		6%		9%
Federal funds purchased	3,715		5,323		2,669		39%		(123%	)
Short-term bank notes	-		-		775		(100%	)	NM
Other short-term borrowings	4,472		4,246		4,925		(9%	)	22%
Accrued taxes, interest and expenses	2,169		2,142		2,273		(5%	)	5%
Other liabilities	1,463		1,407		1,551		(6%	)	16%
Long-term debt	14,746		15,227		16,321		(10%	)	(13%	)
Total liabilities	95,575		95,779		93,825		2%		(1%	)
Total shareholders’ equity (c)	9,469		9,446		8,888		7%		1%
Total liabilities and shareholders’ equity	$105,044		$105,225		$102,713		2%		(1%	)
(a) Amortized cost	$22,127		$22,533		$25,558		(13%	)	(7%	)
(b) Market values	365		389		303		20%		(25%	)
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	1,300,000		1,300,000		1,300,000		-		-
Outstanding, excluding treasury	556,501		555,623		554,055		-		1%
Treasury	26,926		27,804		29,372		(8%	)	(13%	)

11

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of
	March 2006		December 2005		September 2005		June 2005		March 2005
Assets
Cash and due from banks	$2,494		$3,078		$3,372		$2,781		$2,420
Available-for-sale and other securities (a)	21,276		21,924		22,537		24,647		25,101
Held-to-maturity securities (b)	365		389		332		307		303
Trading securities	156		117		105		84		128
Other short-term investments	159		158		113		113		1,213
Loans held for sale	744		1,304		1,237		783		809
Portfolio loans and leases:
Commercial loans	19,878		19,174		18,591		18,013		17,500
Construction loans	6,600		7,037		6,529		6,201		5,922
Commercial mortgage loans	9,861		9,188		9,138		9,091		9,048
Commercial lease financing	4,911		4,852		4,731		4,639		4,533
Residential mortgage loans	7,708		7,152		7,353		7,042		7,416
Consumer loans	22,210		22,084		21,786		20,610		19,698
Consumer lease financing	1,577		1,751		1,910		1,994		2,099
Unearned income	(1,323	)	(1,313	)	(1,284	)	(1,294	)	(1,314	)
Portfolio loans and leases	71,422		69,925		68,754		66,296		64,902
Allowance for loan and lease losses	(749	)	(744	)	(727	)	(722	)	(717	)
Portfolio loans and leases, net	70,673		69,181		68,027		65,574		64,185
Bank premises and equipment	1,798		1,726		1,643		1,581		1,529
Operating lease equipment	137		143		159		161		224
Goodwill	2,194		2,169		2,176		2,178		2,167
Intangible assets	189		208		220		231		243
Servicing rights	468		441		417		378		378
Other assets	4,391		4,387		4,270		4,342		4,013
Total assets	$105,044		$105,225		$104,608		$103,160		$102,713
Liabilities
Deposits:
Demand	$14,134		$14,609		$14,294		$14,393		$13,960
Interest checking	17,511		18,282		18,169		18,811		19,722
Savings	11,902		11,276		10,437		9,653		9,711
Money market	6,399		6,129		5,855		4,732		4,777
Other time	10,105		9,313		8,867		8,513		8,017
Certificates - $100,000 and over	5,085		4,343		4,195		3,986		3,867
Foreign office	3,874		3,482		3,678		3,089		5,257
Total deposits	69,010		67,434		65,495		63,177		65,311
Federal funds purchased	3,715		5,323		3,548		4,523		2,669
Short-term bank notes	-		-		-		-		775
Other short-term borrowings	4,472		4,246		6,075		4,972		4,925
Accrued taxes, interest and expenses	2,169		2,142		2,136		2,456		2,273
Other liabilities	1,463		1,407		1,447		1,185		1,551
Long-term debt	14,746		15,227		16,522		17,494		16,321
Total liabilities	95,575		95,779		95,223		93,807		93,825
Total shareholders’ equity (c)	9,469		9,446		9,385		9,353		8,888
Total liabilities and shareholders’ equity	$105,044		$105,225		$104,608		$103,160		$102,713
(a) Amortized cost	$22,127		$22,533		$22,993		$24,814		$25,558
(b) Market values	365		389		332		307		303
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized	1,300,000		1,300,000		1,300,000		1,300,000		1,300,000
Outstanding, excluding treasury	556,501		555,623		554,400		555,938		554,055
Treasury	26,926		27,804		29,027		27,489		29,372

12

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

$ in millions

(unaudited)

	For the Three Months Ended
	March 2006		March 2005
Total shareholders’ equity, beginning	$9,446		$8,924
Net income	363		405
Other comprehensive income, net of tax:
Change in unrealized gains and (losses):
Available-for-sale securities	(158	)	(223	)
Qualifying cash flow hedges	3		9
Change in additional pension liability	-		60
Comprehensive income	208		251
Cash dividends declared:
Common stock	(211	)	(194	)
Preferred stock (a)	-		-
Stock-based awards exercised, including treasury shares issued	15		26
Stock-based compensation expense	9		18
Loans repaid (issued) related to exercise of stock-based awards, net	3		2
Change in corporate tax benefit related to stock-based compensation	(1	)	3
Shares acquired for treasury	-		(1,640	)
Shares issued in business combination	-		1,498
Other	-		-
Total shareholders’ equity, ending	$9,469		$8,888

(a) Dividends on preferred stock are $.185 million for all quarters presented

13

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended						% Change
	March 2006		December 2005		March 2005		Yr/Yr		Annual Seq
Assets
Interest-earning assets:
Loans and leases	$71,634		$70,489		$65,076		10%		7%
Taxable securities	22,116		22,376		24,935		(11%	)	(5%	)
Tax exempt securities	644		698		856		(25%	)	(31%	)
Other short-term investments	157		200		328		(52%	)	(87%	)
Total interest-earning assets	94,551		93,763		91,195		4%		3%
Cash and due from banks	2,668		2,847		2,619		2%		(25%	)
Other assets	8,261		8,105		7,909		4%		8%
Allowance for loan and lease losses	(744	)	(727	)	(714	)	4%		9%
Total assets	$104,736		$103,988		$101,009		4%		3%
Liabilities
Interest-bearing liabilities:
Interest checking	$17,603		$17,828		$19,972		(12%	)	(5%	)
Savings	11,588		11,036		9,339		24%		20%
Money market	6,086		5,974		4,786		27%		8%
Other time	9,749		9,143		7,787		25%		27%
Certificates - $100,000 and over	4,670		4,354		3,539		32%		29%
Foreign office	4,050		3,703		4,340		(7%	)	38%
Federal funds purchased	4,553		4,771		4,170		9%		(19%	)
Short-term bank notes	-		-		775		(100%	)	NM
Other short-term borrowings	4,718		4,408		4,933		(4%	)	29%
Long-term debt	15,132		15,956		15,604		(3%	)	(21%	)
Total interest-bearing liabilities	78,149		77,173		75,245		4%		5%
Demand deposits	13,674		14,099		13,484		1%		(12%	)
Other liabilities	3,312		3,236		3,172		4%		10%
Total liabilities	95,135		94,508		91,901		4%		3%
Shareholders’ equity	9,601		9,480		9,108		5%		5%
Total liabilities and shareholders’ equity	$104,736		$103,988		$101,009		4%		3%
Average common shares outstanding (in thousands):
Basic	554,398		553,591		556,362		-		1%
Diluted	556,869		556,322		561,659		(1%	)	-
Yield Analysis
Interest-earning assets:
Loans and leases	6.51%		6.20%		5.42%
Taxable securities	4.44%		4.31%		4.34%
Tax exempt securities	7.59%		7.51%		7.36%
Other short-term investments	4.98%		4.41%		1.56%
Total interest-earning assets	6.03%		5.75%		5.13%
Interest-bearing liabilities:
Interest checking	2.28%		2.10%		1.27%
Savings	2.67%		2.41%		1.15%
Money market	3.64%		3.32%		2.14%
Other time	3.74%		3.50%		2.72%
Certificates - $100,000 and over	4.15%		3.66%		2.92%
Foreign office	4.39%		3.92%		2.48%
Federal funds purchased	4.50%		4.04%		2.41%
Short-term bank notes	-		-		2.53%
Other short-term borrowings	3.82%		3.27%		2.18%
Long-term debt	4.85%		4.25%		3.10%
Total interest-bearing liabilities	3.57%		3.21%		2.12%
Ratios:
Net interest margin (taxable equivalent)	3.08%		3.11%		3.38%
Net interest rate spread (taxable equivalent)	2.46%		2.54%		3.01%
Interest-bearing liabilities to interest-earning assets	82.65%		82.31%		82.51%

14

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended
	March 2006		December 2005		September 2005		June 2005		March 2005
Assets
Interest-earning assets:
Loans and leases	$71,634		$70,489		$68,556		$66,762		$65,076
Taxable securities	22,116		22,376		24,013		24,771		24,935
Tax exempt securities	644		698		787		815		856
Other short-term investments	157		200		115		130		328
Total interest-earning assets	94,551		93,763		93,471		92,478		91,195
Cash and due from banks	2,668		2,847		2,742		2,822		2,619
Other assets	8,261		8,105		8,207		8,182		7,909
Allowance for loan and lease losses	(744	)	(727	)	(721	)	(717	)	(714	)
Total assets	$104,736		$103,988		$103,699		$102,765		$101,009
Liabilities
Interest-bearing liabilities:
Interest checking	$17,603		$17,828		$18,498		$19,267		$19,972
Savings	11,588		11,036		9,939		9,697		9,339
Money market	6,086		5,974		5,154		4,755		4,786
Other time	9,749		9,143		8,730		8,286		7,787
Certificates - $100,000 and over	4,670		4,354		4,156		3,946		3,539
Foreign office	4,050		3,703		3,925		3,907		4,340
Federal funds purchased	4,553		4,771		4,001		3,952		4,170
Short-term bank notes	-		-		-		230		775
Other short-term borrowings	4,718		4,408		5,619		5,190		4,933
Long-term debt	15,132		15,956		16,914		17,049		15,604
Total interest-bearing liabilities	78,149		77,173		76,936		76,279		75,245
Demand deposits	13,674		14,099		13,977		13,905		13,484
Other liabilities	3,312		3,236		3,335		3,357		3,172
Total liabilities	95,135		94,508		94,248		93,541		91,901
Shareholders’ equity	9,601		9,480		9,451		9,224		9,108
Total liabilities and shareholders’ equity	$104,736		$103,988		$103,699		$102,765		$101,009
Average common shares outstanding (in thousands):
Basic	554,398		553,591		553,855		553,872		556,362
Diluted	556,869		556,322		557,681		558,176		561,659
Yield Analysis
Interest-earning assets:
Loans and leases	6.51%		6.20%		5.90%		5.64%		5.42%
Taxable securities	4.44%		4.31%		4.22%		4.33%		4.34%
Tax exempt securities	7.59%		7.51%		7.42%		7.29%		7.36%
Other short-term investments	4.98%		4.41%		3.49%		3.28%		1.56%
Total interest-earning assets	6.03%		5.75%		5.48%		5.30%		5.13%
Interest-bearing liabilities:
Interest checking	2.28%		2.10%		1.84%		1.49%		1.27%
Savings	2.67%		2.41%		1.90%		1.44%		1.15%
Money market	3.64%		3.32%		2.82%		2.37%		2.14%
Other time	3.74%		3.50%		3.14%		2.93%		2.72%
Certificates - $100,000 and over	4.15%		3.66%		3.28%		2.92%		2.92%
Foreign office	4.39%		3.92%		3.41%		2.98%		2.48%
Federal funds purchased	4.50%		4.04%		3.50%		2.97%		2.41%
Short-term bank notes	-		-		-		2.84%		2.53%
Other short-term borrowings	3.82%		3.27%		2.92%		2.63%		2.18%
Long-term debt	4.85%		4.25%		3.80%		3.46%		3.10%
Total interest-bearing liabilities	3.57%		3.21%		2.82%		2.44%		2.12%
Ratios:
Net interest margin (taxable equivalent)	3.08%		3.11%		3.16%		3.29%		3.38%
Net interest rate spread (taxable equivalent)	2.46%		2.54%		2.66%		2.86%		3.01%
Interest-bearing liabilities to interest-earning assets	82.65%		82.31%		82.31%		82.48%		82.51%

15

Fifth Third Bancorp and Subsidiaries

Summary of Loans and Leases

$ in millions

(unaudited)

	For the Three Months Ended
	March 2006	December 2005	September 2005	June 2005	March 2005
Average Loans and Leases (including unearned income)
Commercial:
Commercial loans	$19,461	$18,909	$18,203	$17,768	$18,073
Commercial mortgage	9,441	9,159	9,095	9,042	8,385
Commercial construction	6,211	6,051	5,700	5,467	4,870
Commercial leases	3,686	3,611	3,537	3,436	3,393
Subtotal - commercial	38,799	37,730	36,535	35,713	34,721
Consumer:
Residential mortgage	8,351	8,444	8,271	8,453	8,417
Residential construction	706	673	624	576	468
Credit card	855	825	778	755	830
Home equity	12,072	11,884	11,702	11,325	10,909
Other consumer loans	9,311	9,251	8,868	8,089	7,752
Consumer leases	1,540	1,682	1,778	1,851	1,979
Subtotal - consumer	32,835	32,759	32,021	31,049	30,355
Total average loans and leases	$71,634	$70,489	$68,556	$66,762	$65,076
End of Period Loans and Leases Serviced
Commercial:
Commercial loans	$19,878	$19,174	$18,591	$18,013	$17,500
Commercial mortgage	9,861	9,188	9,138	9,091	9,048
Commercial construction	5,883	6,342	5,880	5,590	5,365
Commercial leases	3,726	3,695	3,619	3,527	3,416
Subtotal - commercial	39,348	38,399	37,228	36,221	35,329
Consumer:
Residential mortgage	7,708	7,152	7,353	7,042	7,416
Residential construction	717	695	649	611	557
Credit card	851	866	805	749	790
Home equity	12,087	12,000	11,766	11,521	11,085
Other consumer loans	9,272	9,218	9,215	8,340	7,824
Consumer leases	1,439	1,595	1,738	1,812	1,901
Subtotal - consumer	32,074	31,526	31,526	30,075	29,573
Total portfolio loans and leases	71,422	69,925	68,754	66,296	64,902
Loans held for sale	744	1,304	1,237	783	809
Operating lease equipment	137	143	159	161	224
Loans and Leases Serviced for Others:
Residential mortgage (a)	26,399	25,669	24,525	24,497	23,341
Commercial mortgage (b)	2,183	2,126	2,095	2,067	2,043
Commercial loans (c)	3,182	2,744	2,528	2,346	2,351
Commercial leases (b)	271	264	240	269	271
Consumer loans (d)	774	871	972	1,089	1,192
Total loans and leases serviced for others	32,809	31,674	30,360	30,268	29,198
Total loans and leases serviced	$105,112	$103,046	$100,510	$97,508	$95,133

(a) Fifth Third sells certain residential mortgage loans, primarily conforming and fixed-rate in nature and retains servicing responsibilities

(b) Fifth Third sells certain commercial mortgage loans and commercial leases and retains servicing responsibilities

(c) Fifth Third transfers, subject to credit recourse and with servicing retained, certain investment grade commercial loans to an unconsolidated qualified special purpose entity, which is wholly-owned by an independent third party

(d) Fifth Third sells certain consumer loans and retains servicing responsibilities

16

Fifth Third Bancorp and Subsidiaries

Regulatory Capital (a)

$ in millions

(unaudited)

	As of
	March 2006		December 2005		September 2005		June 2005		March 2005
Tier I capital:
Shareholders’ equity	$9,469		$9,446		$9,385		$9,353		$8,888
Goodwill and certain other intangibles	(2,356	)	(2,377	)	(2,396	)	(2,409	)	(2,410	)
Unrealized (gains) losses	561		405		310		127		314
Other	760		735		731		712		717
Total tier I capital	$8,434		$8,209		$8,030		$7,783		$7,509
Total risk-based capital:
Tier I capital	$8,434		$8,209		$8,030		$7,783		$7,509
Qualifying allowance for credit losses	840		838		823		819		809
Qualifying subordinated notes	1,193		1,193		1,193		1,312		1,316
Total risk-based capital	$10,467		$10,240		$10,046		$9,914		$9,634
Risk-weighted assets	$100,524		$97,994		$95,083		$91,791		$89,401
Ratios:
Average shareholders’ equity to average assets	9.17%		9.12%		9.11%		8.98%		9.02%
Regulatory capital:
Tier I capital	8.39%		8.38%		8.45%		8.48%		8.40%
Total risk-based capital	10.41%		10.45%		10.57%		10.80%		10.78%
Tier I leverage	8.24%		8.08%		7.93%		7.76%		7.62%

(a) Current period regulatory capital data and ratios are estimated

17

Fifth Third Bancorp and Subsidiaries

Asset Quality

$ in millions

(unaudited)

	For the Three Months Ended
	March 2006		December 2005		September 2005		June 2005		March 2005
Summary of Credit Loss Experience
Losses charged off:
Commercial loans	($35	)	($35	)	($24	)	($24	)	($16	)
Commercial mortgage loans	(2	)	(3	)	(5	)	(3	)	(2	)
Construction loans	-		(3	)	(1	)	-		(1	)
Residential mortgage loans	(4	)	(5	)	(3	)	(5	)	(5	)
Consumer loans	(50	)	(58	)	(41	)	(40	)	(42	)
Commercial lease financing	(1	)	(28	)	(1	)	-		(8	)
Consumer lease financing	(4	)	(5	)	(4	)	(4	)	(6	)
Total losses	(96	)	(137	)	(79	)	(76	)	(80	)
Recoveries of losses previously charged off:
Commercial loans	3		10		5		6		3
Commercial mortgage loans	-		1		-		1		1
Construction loans	-		-		-		-		1
Residential mortgage loans	-		-		-		-		-
Consumer loans	15		8		9		12		11
Commercial lease financing	2		-		-		1		-
Consumer lease financing	3		1		1		1		1
Total recoveries	23		20		15		21		17
Net losses charged off:
Commercial loans	(32	)	(25	)	(19	)	(18	)	(13	)
Commercial mortgage loans	(2	)	(2	)	(5	)	(2	)	(1	)
Construction loans	-		(3	)	(1	)	-		-
Residential mortgage loans	(4	)	(5	)	(3	)	(5	)	(5	)
Consumer loans	(35	)	(50	)	(32	)	(28	)	(31	)
Commercial lease financing	1		(28	)	(1	)	1		(8	)
Consumer lease financing	(1	)	(4	)	(3	)	(3	)	(5	)
Total net losses charged off	($73	)	($117	)	($64	)	($55	)	($63	)
Allowance for loan and lease losses, beginning	$744		$727		$722		$717		$713
Total net losses charged off	(73	)	(117	)	(64	)	(55	)	(63	)
Provision for loan and lease losses	78		134		69		60		67
Allowance for loan and lease losses, ending	$749		$744		$727		$722		$717
Reserve for unfunded commitments, beginning	$70		$69		$71		$67		$72
Provision for unfunded commitments	(1	)	1		(2	)	4		(6	)
Acquisitions	-		-		-		-		1
Reserve for unfunded commitments, ending	$69		$70		$69		$71		$67
Components of allowance for credit losses:
Allowance for loan and lease losses	$749		$744		$727		$722		$717
Reserve for unfunded commitments	69		70		69		71		67
Total allowance for credit losses	$818		$814		$796		$793		$784
Nonperforming Assets and Delinquent Loans
Nonaccrual loans and leases (a)	$291		$294		$285		$273		$268
Renegotiated loans and leases	-		-		1		1		1
Other assets, including other real estate owned	73		67		65		66		74
Total nonperforming assets	$364		$361		$351		$340		$343
Ninety days past due loans and leases (a)	$160		$155		$156		$129		$129
Ratios
Net losses charged off as a percent of average loans and leases	0.42%		0.67%		0.38%		0.34%		0.40%
Allowance for loan and lease losses as a percent of loans and leases	1.05%		1.06%		1.06%		1.09%		1.11%
Allowance for credit losses as a percent of loans and leases	1.14%		1.16%		1.16%		1.20%		1.21%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned	0.51%		0.52%		0.51%		0.51%		0.53%

(a) Nonaccrual includes $33 million and Ninety Days Past Due includes $46 million of residential mortgage loans as of March 31, 2006

18

EX-99.2

Exhibit 99.2

April 2006                     

QUARTERLY FINANCIAL SUPPLEMENT

Investment Community Member:

To assist in your financial analysis, the following supplement of most requested information concerning Fifth Third Bancorp is provided.

Numbers are unaudited for quarterly information.

If you need further information, please fax or e-mail your request to Fifth Third’s Investor Relations Department at (513) 534-0629 or Brad.Adams@53.com

R. Mark Graf	Matt Curoe	Brad Adams
SVP/Chief Financial Officer	VP/External Reporting	VP/Investor Relations
(513) 534-6936	(513) 534-0482	(513) 534-0983

Quarterly Data

	Three Months Ended
	March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004		September 30, 2004		June 30, 2004
Ratios (percent)
Return on average assets		1.41		1.27		1.51		1.63		1.62		0.72		1.95		1.91
Return on average equity		15.3		13.9		16.6		18.1		18.0		7.6		21.1		21.0
Average equity as a percent of average assets		9.17		9.12		9.11		8.98		9.02		9.51		9.21		9.08
Net interest margin (a)		3.08		3.11		3.16		3.29		3.38		3.35		3.42		3.54
Efficiency (a)		54.7		55.6		53.5		52.2		51.6		76.0		47.0		48.8
Net losses charged off as a percent of average loans and leases		0.42		0.67		0.38		0.34		0.40		0.44		0.40		0.43
Allowance for loan and lease losses as a percent of loans and leases		1.05		1.06		1.06		1.09		1.11		1.19		1.23		1.31
Allowance for credit losses as a percent of loans and leases		1.14		1.16		1.16		1.20		1.21		1.31		1.35		1.43
Nonperforming assets as a percent of loans, leases and other assets, including OREO		0.51		0.52		0.51		0.51		0.53		0.51		0.48		0.50
Allowance for loan and lease losses as a percent of nonperforming assets		205.78		206.03		207.39		212.17		209.01		235.32		253.29		262.83
Allowance for credit losses as a percent of nonperforming assets		224.76		225.33		226.99		232.88		228.64		259.05		278.70		286.87
Common Share Data
Earnings per share	$	0.66	$	0.60	$	0.71	$	0.75	$	0.73	$	0.31	$	0.84	$	0.80
Earnings per diluted share		0.65		0.60		0.71		0.75		0.72		0.31		0.83		0.79
Cash dividends per common share		0.38		0.38		0.38		0.35		0.35		0.35		0.32		0.32
Book value per share		17.01		17.00		16.93		16.82		16.04		16.00		16.11		14.97
Common shares outstanding, excluding treasury		556,500,991		555,623,430		554,400,091		555,938,071		554,054,749		557,648,989		561,112,890		560,804,042
Market price per share:
High	$	41.43	$	42.50	$	43.99	$	44.67	$	48.12	$	52.34	$	54.07	$	57.00
Low		36.30		35.04		36.38		40.24		42.05		45.32		46.59		51.13
End of period		39.36		37.72		36.75		41.17		42.98		47.30		49.22		53.78
Price/earnings ratio (b)		14.52		13.57		14.76		15.77		16.22		17.65		15.68		17.75
Supplemental Data
Common dividends declared ($ in millions)	$	211	$	211	$	210	$	195	$	194	$	195	$	180	$	180
Full-time equivalent employees		21,497		21,681		21,674		21,594		21,287		19,659		19,061		18,937
Banking centers		1,132		1,119		1,106		1,098		1,092		1,011		1,005		992
ATMs		2,025		2,024		1,996		1,994		1,988		1,898		1,872		1,844

(a) Presented on a fully taxable equivalent basis (“FTE”).

(b) Based on the most recent twelve-month earnings per diluted share and end of period stock prices.

2

Quarterly Data

	Three Months Ended
	March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004			September 30, 2004		June 30, 2004
Income Statement ($ in millions)
Interest income (FTE)	$	1,405	$	1,359	$	1,291	$	1,223	$	1,153	$	1,090		$	1,052	$	1,009
Interest expense		687		624		546		465		394		338			286		238
Net interest income (FTE)		718		735		745		758		759		752			766		771
Provision for loan and lease losses		78		134		69		60		67		65			26		90
Noninterest income:
Electronic payment processing revenue		196		204		190		183		171		175			155		151
Service charges on deposits		126		133		137		132		121		126			134		131
Mortgage banking net revenue		47		42		45		46		41		24			49		61
Investment advisory revenue		91		87		89		92		90		83			89		98
Corporate banking revenue		76		92		71		74		62		65			54		55
Other noninterest income		80		77		82		93		108		84			114		253
Securities gains (losses), net		1		1		8		15		14		(78	)		16		-
Total noninterest income		617		636		622		635		607		479			611		749
Noninterest expense:
Salaries, wages and incentives		284		287		285		295		265		266			252		254
Employee benefits		87		65		70		67		82		56			64		66
Equipment expense		27		29		26		25		25		23			22		19
Net occupancy expense		58		59		54		54		54		48			45		47
Deposit insurance expense		2		2		2		2		2		2			2		6
Other noninterest expense		273		321		295		285		277		540			263		350
Total noninterest expense		731		763		732		728		705		935			648		742
Income before income taxes and cumulative effect (FTE)		526		474		566		605		594		231			703		688
Taxable equivalent adjustment		7		7		8		8		8		9			9		9
Income before income taxes and cumulative effect		519		467		558		597		586		222			694		679
Applicable income taxes		160		135		163		180		181		46			223		231
Income before cumulative effect		359		332		395		417		405		176			471		448
Cumulative effect of change in accounting principle, net of tax		4		-		-		-		-		-			-		-
Net income	$	363	$	332	$	395	$	417	$	405	$	176		$	471	$	448
Net income available to common shareholders (a)	$	363	$	332	$	395	$	417	$	404	$	176		$	471	$	448
Regulatory Capital Data ($ in millions) (b)
Tier I capital	$	8,434	$	8,209	$	8,030	$	7,783	$	7,509	$	8,522		$	8,666	$	8,346
Tier II capital		2,033		2,031		2,016		2,131		2,125		1,654			1,674		1,763
Total risk-based capital	$	10,467	$	10,240	$	10,046	$	9,914	$	9,634	$	10,176		$	10,340	$	10,109
Risk-weighted assets	$	100,524	$	97,994	$	95,083	$	91,791	$	89,401	$	82,633		$	80,749	$	78,779
Tier I capital ratio		8.39%		8.38%		8.45%		8.48%		8.40%		10.31%			10.73%		10.59%
Total risk-based capital ratio		10.41%		10.45%		10.57%		10.80%		10.78%		12.31%			12.81%		12.83%
Tier I leverage ratio		8.24%		8.08%		7.93%		7.76%		7.62%		8.89%			9.13%		8.97%

(a) Dividends on preferred stock are $.185 million for all quarters presented.

(b) March 31, 2006 regulatory capital data and ratios are estimated.

3

Quarterly Data

	As of
	March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004
Balance Sheet ($ in millions, except share data)
Assets
Cash and due from banks	$	2,494		$	3,078		$	3,372		$	2,781		$	2,420		$	2,561		$	2,313		$	2,358
Available-for-sale and other securities		21,276			21,924			22,537			24,647			25,101			24,687			31,557			30,180
Held-to-maturity securities		365			389			332			307			303			255			254			212
Trading securities		156			117			105			84			128			77			81			97
Other short-term investments		159			158			113			113			1,213			532			384			258
Total cash and securities		24,450			25,666			26,459			27,932			29,165			28,112			34,589			33,105
Loans held for sale		744			1,304			1,237			783			809			559			452			577
Portfolio loans and leases		71,422			69,925			68,754			66,296			64,902			59,808			58,036			56,679
Total loans and leases		72,166			71,229			69,991			67,079			65,711			60,367			58,488			57,256
Allowance for loan and lease losses		(749	)		(744	)		(727	)		(722	)		(717	)		(713	)		(713	)		(744	)
Bank premises and equipment		1,798			1,726			1,643			1,581			1,529			1,315			1,233			1,168
Operating lease equipment		137			143			159			161			224			304			394			525
Goodwill		2,194			2,169			2,176			2,178			2,167			979			980			979
Intangible assets		189			208			220			231			243			150			157			164
Servicing rights		468			441			417			378			378			352			349			358
Other real estate owned		68			54			52			52			60			63			61			54
Other assets		4,323			4,333			4,218			4,290			3,953			3,527			2,827			2,817
Total assets	$	105,044		$	105,225		$	104,608		$	103,160		$	102,713		$	94,456		$	98,365		$	95,682

4

Quarterly Data

	As of
	March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004
Liabilities
Deposits:
Demand	$	14,134		$	14,609		$	14,294		$	14,393		$	13,960		$	13,486		$	12,886		$	13,037
Interest checking		17,511			18,282			18,169			18,811			19,722			19,481			19,362			19,243
Savings		11,902			11,276			10,437			9,653			9,711			8,310			8,307			7,973
Money market		6,399			6,129			5,855			4,732			4,777			4,321			4,264			2,854
Other time		10,105			9,313			8,867			8,513			8,017			6,837			6,569			6,019
Certificates - $100,000 and over		5,085			4,343			4,195			3,986			3,867			2,121			2,092			2,825
Foreign office		3,874			3,482			3,678			3,089			5,257			3,670			3,380			5,957
Total deposits		69,010			67,434			65,495			63,177			65,311			58,226			56,860			57,908
Federal funds purchased		3,715			5,323			3,548			4,523			2,669			4,714			5,368			3,851
Short-term bank notes		-			-			-			-			775			775			1,275			1,275
Other short-term borrowings		4,472			4,246			6,075			4,972			4,925			4,537			7,330			6,391
Other liabilities		3,632			3,549			3,583			3,641			3,824			3,297			3,364			3,089
Long-term debt		14,746			15,227			16,522			17,494			16,321			13,983			15,128			14,775
Total liabilities		95,575			95,779			95,223			93,807			93,825			85,532			89,325			87,289
Shareholders’ Equity
Common and preferred equity		11,274			11,138			11,038			10,762			10,569			10,507			10,515			10,225
Additional minimum pension liability		(5	)		(5	)		(4	)		(4	)		(4	)		(64	)		(66	)		(63	)
Net unrealized gains (losses):
Available-for-sale securities		(553	)		(395	)		(296	)		(107	)		(295	)		(72	)		(125	)		(439	)
Qualifying cash flow hedges		(10	)		(13	)		(17	)		(24	)		(24	)		(33	)		(27	)		(52	)
Treasury stock, at cost		(1,237	)		(1,279	)		(1,336	)		(1,274	)		(1,358	)		(1,414	)		(1,257	)		(1,278	)
Total shareholders’ equity	$	9,469		$	9,446		$	9,385		$	9,353		$	8,888		$	8,924		$	9,040		$	8,393
Share Data
Preferred shares outstanding		9,250			9,250			9,250			9,250			9,250			9,250			9,250			9,250
Common shares outstanding, excluding treasury		556,500,991			555,623,430			554,400,091			555,938,071			554,054,749			557,648,989			561,112,890			560,804,042
Treasury shares held		26,926,113			27,803,674			29,027,013			27,489,033			29,372,355			25,802,702			22,338,801			22,647,649

5

Quarterly Data

	Three Months Ended
	March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004
Average Balance Sheet ($ in millions, except share data)
Assets
Interest-earning assets:
Loans and leases	$	71,634		$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679		$	56,325
Taxable securities		22,116			22,376			24,013			24,771			24,935			28,379			30,241			29,987
Tax exempt securities		644			698			787			815			856			866			890			920
Other short-term investments		157			200			115			130			328			480			282			266
Total interest-earning assets		94,551			93,763			93,471			92,478			91,195			89,165			89,092			87,498
Cash and due from banks		2,668			2,847			2,742			2,822			2,619			2,445			2,265			2,106
Other assets		8,261			8,105			8,207			8,182			7,909			6,171			5,603			5,447
Allowance for loan and lease losses		(744	)		(727	)		(721	)		(717	)		(714	)		(719	)		(748	)		(720	)
Total assets	$	104,736		$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212		$	94,331
Liabilities
Interest-bearing liabilities:
Interest checking	$	17,603		$	17,828		$	18,498		$	19,267		$	19,972		$	19,345		$	19,570		$	19,268
Savings		11,588			11,036			9,939			9,697			9,339			8,447			8,212			7,803
Money market		6,086			5,974			5,154			4,755			4,786			4,227			3,542			2,965
Other time		9,749			9,143			8,730			8,286			7,787			6,681			6,539			5,822
Certificates - $100,000 and over		4,670			4,354			4,156			3,946			3,539			2,106			2,459			2,836
Foreign office		4,050			3,703			3,925			3,907			4,340			4,073			3,315			4,488
Federal funds purchased		4,553			4,771			4,001			3,952			4,170			4,880			4,847			6,689
Short-term bank notes		-			-			-			230			775			1,188			1,275			1,045
Other short-term borrowings		4,718			4,408			5,619			5,190			4,933			5,140			7,152			7,441
Long-term debt		15,132			15,956			16,914			17,049			15,604			15,585			15,055			12,317
Total interest-bearing liabilities		78,149			77,173			76,936			76,279			75,245			71,672			71,966			70,674
Demand deposits		13,674			14,099			13,977			13,905			13,484			13,107			12,537			12,251
Other liabilities		3,312			3,236			3,335			3,357			3,172			3,054			2,848			2,840
Total liabilities		95,135			94,508			94,248			93,541			91,901			87,833			87,351			85,765
Shareholders’ equity		9,601			9,480			9,451			9,224			9,108			9,229			8,861			8,566
Total liabilities & shareholders’ equity	$	104,736		$	103,988		$	103,699		$	102,765		$	101,009		$	97,062		$	96,212		$	94,331
Average loans and leases (excluding held for sale)	$	70,603		$	69,218		$	67,539		$	65,649		$	64,269		$	58,714		$	57,160		$	54,960
Average common shares outstanding:
Basic		554,397,914			553,590,943			553,854,684			553,871,720			556,361,533			560,161,550			560,335,242			560,976,289
Diluted		556,868,587			556,321,949			557,681,044			558,176,454			561,658,848			566,107,746			566,543,043			568,715,944

6

Quarterly Data

	Three Months Ended
	March 31, 2006		December 31, 2005		September 30, 2005		June 30, 2005		March 31, 2005		December 31, 2004		September 30, 2004		June 30, 2004
Asset Quality ($ in millions)
Nonaccrual loans and leases	$	291	$	294	$	285	$	273	$	268	$	228	$	207	$	216
Renegotiated loans and leases		-		-		1		1		1		1		3		3
Other assets, including other real estate owned		73		67		65		66		74		74		72		64
Total nonperforming assets	$	364	$	361	$	351	$	340	$	343	$	303	$	282	$	283
Ninety days past due loans and leases	$	160	$	155	$	156	$	129	$	129	$	142	$	137	$	132
End of Period Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	19,879	$	19,299	$	18,596	$	18,017	$	17,501	$	16,058	$	15,271	$	15,276
Commercial mortgage		9,861		9,188		9,138		9,091		9,048		7,636		7,644		7,541
Commercial construction		5,883		6,342		5,880		5,590		5,365		4,348		4,077		3,768
Commercial leases		3,726		3,698		3,619		3,537		3,416		3,426		3,357		3,275
Subtotal - commercial		39,349		38,527		37,233		36,235		35,330		31,468		30,349		29,860
Consumer:
Residential mortgage		8,405		8,296		8,564		7,808		8,208		7,533		6,912		6,416
Residential construction		717		695		649		611		557		378		371		340
Credit card		851		866		805		749		790		843		809		779
Home equity		12,087		12,000		11,766		11,521		11,085		10,508		10,243		9,848
Other consumer loans		9,318		9,250		9,236		8,343		7,840		7,586		7,595		7,676
Consumer leases		1,439		1,595		1,738		1,812		1,901		2,051		2,209		2,337
Subtotal - consumer		32,817		32,702		32,758		30,844		30,381		28,899		28,139		27,396
Total loans and leases	$	72,166	$	71,229	$	69,991	$	67,079	$	65,711	$	60,367	$	58,488	$	57,256

7

Quarterly Data

	Three Months Ended
	March 31, 2006			December 31, 2005			September 30, 2005			June 30, 2005			March 31, 2005			December 31, 2004			September 30, 2004			June 30, 2004
Average Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	19,461		$	18,909		$	18,203		$	17,768		$	18,073		$	15,565		$	15,068		$	14,724
Commercial mortgage		9,441			9,159			9,095			9,042			8,385			7,617			7,582			7,327
Commercial construction		6,211			6,051			5,700			5,467			4,870			4,247			3,963			3,598
Commercial leases		3,686			3,611			3,537			3,436			3,393			3,333			3,300			3,306
Subtotal - commercial		38,799			37,730			36,535			35,713			34,721			30,762			29,913			28,955
Consumer:
Residential mortgage		8,351			8,444			8,271			8,453			8,417			7,346			6,631			6,173
Residential construction		706			673			624			576			468			378			352			326
Credit card		855			825			778			755			830			827			797			767
Home equity		12,072			11,884			11,702			11,325			10,909			10,403			10,056			9,557
Other consumer loans		9,311			9,251			8,868			8,089			7,752			7,592			7,651			8,187
Consumer leases		1,540			1,682			1,778			1,851			1,979			2,132			2,279			2,360
Subtotal - consumer		32,835			32,759			32,021			31,049			30,355			28,678			27,766			27,370
Total average loans and leases	$	71,634		$	70,489		$	68,556		$	66,762		$	65,076		$	59,440		$	57,679		$	56,325
Nonperforming Loans ($ in millions) (non-accrual plus renegotiated)
Commercial construction loans	$	20		$	31		$	29		$	24		$	23		$	13		$	11		$	14
Commercial mortgage		74			51			53			56			56			51			51			47
Commercial loans and leases		126			146			140			132			132			111			99			107
Consumer mortgage and construction		34			30			31			25			24			24			22			23
Other consumer loans and leases		37			36			33			37			34			30			27			28
Total nonperforming loans	$	291		$	294		$	286		$	274		$	269		$	229		$	210		$	219
Credit Charge-Offs ($ in millions)
Gross charge-offs	$	(96	)	$	(137	)	$	(79	)	$	(76	)	$	(80	)	$	(84	)	$	(72	)	$	(76	)
Recoveries		23			20			15			21			17			19			15			17
Net losses charged off	$	(73	)	$	(117	)	$	(64	)	$	(55	)	$	(63	)	$	(65	)	$	(57	)	$	(59	)

8